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8-K - 8-K - SEARS HOMETOWN & OUTLET STORES, INC.sho-8kx2213.htm


Exhibit 99.1
INVESTOR RELATIONS CONTACT:
Steve Barnhart,
Senior Vice President and Chief Financial Officer
847-286-8700
FOR IMMEDIATE RELEASE:
March 12, 2013
SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS PRELIMINARY FOURTH QUARTER AND FULL YEAR 2012 RESULTS
HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, Inc. (NASDAQ: SHOS) today reported preliminary, unaudited results for its fourth fiscal quarter and fiscal year ended February 2, 2013.
Results for the fourth quarter included:

Operating income increased 40.2% to $17.3 million
EPS increased 23.5% to $0.42
Adjusted EBITDA decreased 23.3% to $19.9 million
Comparable store sales decreased 0.5%
Results for the full year included:

Operating income increased 80.1% to $99.5 million
EPS increased 81.8% to $2.60
Adjusted EBITDA increased 35.7% to $109.8 million
Comparable store sales increased 0.6%

The fiscal year for SHO ends on the Saturday nearest the end of January; therefore, fourth quarter and fiscal year 2012 included an extra week (the 53rd week) compared to 2011. The 53rd week is not included in comparable store sales calculations. We operate through two segments--our Sears Hometown and Hardware segment ("Hometown") and our Sears Outlet segment ("Outlet").

Bruce Johnson, Chief Executive Officer and President, said, "The holiday season is traditionally less meaningful for our company than it is for many retailers as the majority of the types of products we sell are not typically thought of as holiday gifts. Nevertheless, we were pleased with our November and December results. We did, however, see some softening of the business in January. In the quarter, we made substantial progress toward the planned exit of consumer electronics in an additional 589 stores. Space freed up from this initiative will be reallocated to more productive merchandise categories during the current quarter. Excluding consumer electronics, comparable store sales increased 1.1%, led by appliances and mattresses. We opened 16 stores and closed 8. As described below, there were a number of one time items, both positive and negative, in the fourth quarters of 2011 and 2012. These items, in addition to the ongoing costs of operating as a standalone company following our separation from Sears Holdings Corporation in October 2012, which costs were not incurred in 2011, should be considered when comparing year-on-year operating performance."
Fourth Quarter Results

Net sales in the fourth quarter of 2012 increased $40.1 million, or 6.8%, to $631.2 million from the fourth quarter of 2011. This increase was primarily due to sales of $36.5 million in the 53rd week. Comparable store sales declined 0.5% in the fourth quarter of 2012 compared to the fourth quarter of 2011 with a 0.8% increase in Hometown and a 4.8% decrease in Outlet. Excluding consumer electronics, comparable stores sales increased by 1.1% overall and increased 2.6% in Hometown. Comparable store sales in Outlet were negatively impacted in the quarter by the level and mix of inventories in appliances, especially in the high value refrigeration product lines.

Gross margin was $156.3 million, or 24.8% of net sales, in the fourth quarter of 2012, compared to $138.2 million, or
23.4% of net sales, in the fourth quarter of 2011. The 140 basis point increase in gross margin rate was primarily driven by $8.9 million of fourth quarter 2011 store closing and severance charges, lower occupancy costs resulting from the conversion of company-operated stores to franchisee-operated stores and improved delivery margins. Gross margin in the fourth quarter of 2012 was also impacted favorably by approximately $1.5 million due to a change in the timing of recognition of warranty

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expenses. This resulted from an arrangement regarding the costs of warranty services provided by Sears Holdings that was negotiated in conjunction with the company's separation from Sears Holdings ("the Separation"), and was different than the arrangement that was in effect for the fourth quarter of 2011. These increases were partially offset by a $5.1 million favorable change in estimate for warranty reserves in the fourth quarter of 2011, a 44 basis point unfavorable impact from consumer electronics clearance activity in the fourth quarter of 2012, and a $2.6 million decline in initial franchise revenues in the fourth quarter of 2012. Outlet gross margins were negatively impacted by the level and mix of inventories in appliances, especially in the high value refrigeration product lines. In addition, gross margins were unfavorably impacted by $1.2 million primarily due to additional occupancy costs as a result of operating as an independent public company since the Separation.

Selling and administrative expenses increased to $136.4 million, or 21.6% of net sales, in the fourth quarter of 2012 from $123.1 million, or 20.8% of net sales, in the prior year quarter. The increase in expenses was primarily due to higher owner commissions in Hometown related to the conversion of company-operated stores to franchisee-operated stores, additional selling and administrative expenses for the 53rd week, approximately $2.9 million in incremental cost related to operating as an independent public company and additional marketing investments. These increases were partially offset by lower payroll and benefits, which resulted from the franchise conversions. Also, prior year expenses included $2.0 million in expense for store closing and severance charges.

Operating income increased to $17.3 million in the fourth quarter of 2012 compared to $12.3 million in the fourth quarter of 2011. The $5.0 million increase was primarily due to higher sales and a higher gross margin rate partially offset by higher selling and administrative expenses, as noted above. The estimated impact of the 53rd week on operating income was $3.1 million.
Full Year Results
Net sales for fiscal year 2012 increased $109.4 million, or 4.7%, to $2.5 billion from fiscal year 2011. This increase in sales was driven by the impact of the 53rd week, a 0.6% increase in comparable store sales, new stores and an increase in delivery revenues. The comparable store sales increase was driven by a 1.0% increase in Hometown and a 0.8% decrease in Outlet.
Gross margin was $613.4 million or 25.0% of sales in 2012, compared to $523.7 million or 22.3% of sales in 2011. The 270 basis point increase in gross margin primarily resulted from $12.1 million of store closing reserve charges in 2011, lower occupancy costs due to franchising company operated stores, improved delivery margins, and higher income from outlet merchandise liquidated via a third party. The 270 basis point increase also reflected approximately $3.8 million in warranty expense timing benefit in the third and fourth quarters of 2012, and $3.7 million in benefit in the first and second quarters of 2012 from the impact of store closing reserves established in 2011. These favorable impacts were partially offset by $7.2 million of warranty reserve estimate changes, which resulted from a $5.1 million reduction in reserves in the fourth quarter of 2011 and a $2.1 million increase in reserves in 2012. In addition, gross margins were unfavorably impacted by $1.4 million primarily due to additional occupancy costs as a result of operating as an independent public company since the Separation. For the full fiscal years, initial franchise revenues added $11.2 million to gross margin in 2012 and $11.6 million in 2011.
Selling and administrative costs increased to $504.4 million, or 20.6% of sales, in 2012 as compared to $458.6 million, or 19.6% of sales in 2011. This increase primarily resulted from higher owner commissions in Hometown related to the conversion of company-operated stores to franchisee-operated stores, the 53rd week, additional marketing investments and an estimated $3.6 million in higher costs from operating as an independent public company since the Separation. These increases were partially offset by a decrease in payroll and benefits, which also resulted from the franchise conversions. Additional offsets to the increase include $0.8 million in store closing and severance costs in 2012 compared to $3.8 million in 2011.

Full year operating income increased to $99.5 million in 2012 compared to $55.3 million in 2011. The $44.2 million increase is primarily due to the higher sales and the higher gross margin rate partially offset by higher selling and administrative expenses as noted above. A portion of the higher gross margin rate and the increased selling and administrative expenses resulted from the sale of additional stores to franchisees. When a company operated store is sold to a franchisee it reduces the company's cost of occupancy, which is reflected in cost of sales and occupancy, and increases the company's commission payments, which are reflected in selling and administrative expense.
Financial Position

We had $20.1 million in cash and cash equivalents as of February 2, 2013 and $0.7 million as of January 28, 2012. The increase in cash and cash equivalents over January 2012 primarily resulted from $121.6 million in operating cash flows due to improved net income and lower working capital requirements. The lower working capital requirements primarily resulted from more

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favorable payment terms from Sears Holdings that were negotiated as part of the Separation. $20 million of the increase in cash and cash equivalents resulted from borrowings under the company's credit facilities. The primary uses of cash were a $100 million cash dividend paid to Sears Holdings immediately prior to the Separation, $12.3 million related to the settlement of net payables due to Sears Holdings at the time of the Separation and $8.1 million of capital expenditures.

In connection with the Separation we entered into an asset-based senior secured revolving credit facility (the “Senior ABL Facility”) with a group of financial institutions that provides for maximum borrowings of $250 million. We drew $100 million on the Senior ABL Facility to fund the dividend to Sears Holdings. We reduced the outstanding balance on the Senior ABL Facility to $20.0 million at the end of the fourth quarter.

Merchandise inventories were $428.4 million at February 2, 2013 and $393.7 million at January 28, 2012. The $34.7 million increase was principally due to assortment expansion (primarily in mattresses, tools and cooking), an increase in the number of Outlet stores, increased receipts of home appliances from vendors in Outlet stores in January, and seasonal outdoor living purchases that occurred earlier in calendar year 2013 than in 2012.
Adjusted EBITDA

In addition to our net income determined in accordance with GAAP, for purposes of evaluating operating performance
we also use Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization, or “Adjusted EBITDA,” which excludes certain significant items as set forth below. Our management uses Adjusted EBITDA, among other factors, for evaluating the operating performance of our business for comparable periods. Adjusted EBITDA should not be used by investors or other third parties as the sole basis for formulating investment decisions as it excludes a number of important cash and non-cash recurring items. Adjusted EBITDA should not be considered as a substitute for GAAP measurements.

While Adjusted EBITDA is a non-GAAP measurement, management believes that it is an important indicator of
operating performance because:

EBITDA excludes the effects of financing and investing activities by eliminating the effects of interest and depreciation costs; and
Other significant items, while periodically affecting our results, may vary significantly from period to period and may have a disproportionate effect in a given period, which affects comparability of results.

The following table presents a reconciliation of Adjusted EBITDA to net income, the most comparable GAAP measure,
for each of the periods indicated:

 
 
14 Weeks Ended vs 13 Weeks Ended
 
53 Weeks Ended vs 52 weeks Ended
Thousands
 
February 2, 2013
 
January 28, 2012
 
February 2, 2013
 
January 28, 2012
Net income
 
$
9,660

 
$
7,904

 
$
60,080

 
$
33,056

Income tax expense
 
7,211

 
5,209

 
39,900

 
21,727

Other income
 
(385
)
 
(195
)
 
(1,354
)
 
(422
)
Interest expense (income)
 
788

 
(595
)
 
899

 
913

Operating income
 
17,274

 
12,323

 
99,525

 
55,274

Depreciation
 
2,658

 
2,816

 
9,474

 
9,774

Store closing charges and severance costs
 

 
10,860

 
797

 
15,871

Adjusted EBITDA
 
$
19,932

 
$
25,999

 
$
109,796

 
$
80,919


 
Forward-Looking Statements
This news release contains forward-looking statements (the “forward looking statements”). The forward-looking statements are subject to significant risks and uncertainties that may cause our actual results, performance, and achievements in the future to be materially different from the future results, future performance, and future achievements expressed or implied by the forward-looking statements. Forward-looking statements include, without limitation, information concerning our future financial performance, business strategy, plans, goals and objectives. The forward-looking statements are based upon the current beliefs and expectations of our management. The following factors, among others, could cause actual results to differ materially from those set forth in the forward-looking statements: the company has not completed preparation of its audited

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financial statements for the year ended February 2, 2013 and the preliminary results reported in this news release may be subject to adjustments and could change materially; our continued reliance on Sears Holdings for most products and services that are important to the successful operation of our business; our potential need to depend on Sears Holdings beyond the expiration or earlier termination by Sears Holdings of certain of our agreements with Sears Holdings; our ability to offer merchandise and services that our customers want, including those under the KENMORE®, CRAFTSMAN®, and DIEHARD® brands (which brands are owned by subsidiaries of Sears Holdings); the sale by Sears Holdings and its subsidiaries to other retailers that compete with us of major home appliances and other products branded with the Kenmore, Craftsman, or DieHard brands; the willingness and ability of Sears Holdings to fulfill its contractual obligations to us; our ability to successfully manage our inventory levels and implement initiatives to improve inventory management and other capabilities; competitive conditions in the retail industry; worldwide economic conditions and business uncertainty, the availability of consumer and commercial credit, changes in consumer confidence, tastes, preferences and spending, and changes in vendor relationships; the fact that our past performance generally, as reflected on our historical financial statements, may not be indicative of our future performance as a result of, among other things, the consolidation of Hometown and Outlet into a single business entity, the Separation, operating as a standalone business entity, and the impact of increased costs due to a decrease in our purchasing power following the Separation and other losses of benefits associated with being wholly owned by Sears Holdings and its subsidiaries prior to the Separation; our agreements related to the Separation and our continuing relationship with Sears Holdings were negotiated while we were a subsidiary of Sears Holdings and we may have received different terms from unaffiliated third parties; limitations and restrictions in the Senior ABL Facility and related agreements governing our indebtedness and our ability to service our indebtedness; our ability to obtain additional financing on acceptable terms; our dependence on independent dealers and independent franchisees to operate their stores profitably and in a manner consistent with our concepts and standards; our dependence on sources outside the U.S. for significant amounts of our merchandise inventories; impairment charges for goodwill or fixed-asset impairment for long-lived assets; our ability to attract, motivate and retain key executives and other employees; the impact of increased costs associated with being a public company; our ability to maintain effective internal controls as a public company; our ability to realize the benefits that we expect to achieve from the Separation; low trading volume of our common stock due to limited liquidity or a lack of analyst coverage; the impact on our common stock and our overall performance as a result of our principal stockholders' ability to exert control over us; and other risks, uncertainties, and factors discussed in our most recent Quarterly Report on Form 10-Q and other filings with the Securities and Exchange Commission. We intend the forward-looking statements to speak only as of the date of this news release, and we do not undertake to update or revise the forward-looking statements as more information becomes available.
About Sears Hometown and Outlet Stores, Inc.

Sears Hometown and Outlet Stores, Inc. is a national retailer primarily focused on selling home appliances, hardware, tools and lawn and garden equipment. Our Hometown stores are designed to provide our customers with in-store and online access to a wide selection of national brands of home appliances, tools, lawn and garden equipment, sporting goods and household goods, depending on the particular format. Our Outlet stores are designed to provide our customers with in-store and online access to new, one-of-a-kind, out-of-carton, discontinued, obsolete, used, reconditioned, overstocked, and scratched and dented products across a broad assortment of merchandise categories, including home appliances, lawn and garden equipment, apparel, mattresses, sporting goods and tools at prices that are significantly lower than manufacturers' suggested retail prices. As of February 2, 2013, we and our dealers and franchisees operated 1,245 stores across all 50 states as well as in Puerto Rico and Bermuda. Our principal executive offices are located at 5500 Trillium Boulevard, Suite 501, Hoffman Estates, Illinois 60192 and our telephone number is (847) 286-7000.

* * * * *

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Sears Hometown and Outlet Stores, Inc.
Condensed Consolidated Statements of Income
(Unaudited)

 
 
14 Weeks Ended vs 13 Weeks Ended
 
53 Weeks Ended vs 52 weeks Ended
Thousands, except per share amounts
 
February 2, 2013
 
January 28, 2012
 
February 2, 2013
 
January 28, 2012
NET SALES
 
$
631,161

 
$
591,023

 
$
2,453,606

 
$
2,344,199

COSTS AND EXPENSES
 
 
 
 
 
 
 
 
Cost of sales and occupancy
 
474,860

 
452,822

 
1,840,207

 
1,820,516

Selling and administrative
 
136,369

 
123,062

 
504,400

 
458,635

Depreciation
 
2,658

 
2,816

 
9,474

 
9,774

Total costs and expenses
 
613,887

 
578,700

 
2,354,081

 
2,288,925

Operating income
 
17,274

 
12,323

 
99,525

 
55,274

Interest income (expense)
 
(788
)
 
595

 
(899
)
 
(913
)
Other income
 
385

 
195

 
1,354

 
422

Income before income taxes
 
16,871

 
13,113

 
99,980

 
54,783

Income tax expense
 
(7,211
)
 
(5,209
)
 
(39,900
)
 
(21,727
)
NET INCOME
 
$
9,660

 
$
7,904

 
$
60,080

 
$
33,056

 
 
 
 
 
 
 
 
 
NET INCOME PER COMMON SHARE
 
 
 
 
 
 
 
 
ATTRIBUTABLE TO STOCKHOLDERS
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic:
 
$
0.42

 
$
0.34

 
$
2.60

 
$
1.43

Diluted:
 
$
0.42

 
$
0.34

 
$
2.60

 
$
1.43

 
 
 
 
 
 
 
 
 
Basic weighted average common shares outstanding (1)
 
23,100

 
23,100

 
23,100

 
23,100

Diluted weighted average common shares outstanding (1)
 
23,100

 
23,100

 
23,100

 
23,100


(1) 23,100,000 shares outstanding effective upon completion of the Separation are used for all periods prior to the Separation.



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Sears Hometown and Outlet Stores, Inc.
Condensed Consolidated Balance Sheets (Unaudited)
 
Thousands
 
February 2, 2013
 
January 28, 2012
ASSETS
 
 
 
 
CURRENT ASSETS
 
 
 
 
Cash and cash equivalents
 
$
20,068

 
$
694

Accounts receivable
 
10,986

 
9,006

Merchandise inventories
 
428,437

 
393,658

Prepaid expenses and other current assets
 
14,321

 
2,163

Total current assets
 
473,812

 
405,521

PROPERTY AND EQUIPMENT, net
 
53,383

 
59,996

GOODWILL
 
167,000

 
167,000

LONG-TERM DEFERRED TAXES
 
69,001

 
8,368

OTHER ASSETS
 
22,607

 
10,953

TOTAL ASSETS
 
$
785,803

 
$
651,838

LIABILITIES
 
 
 
 
CURRENT LIABILITIES
 
 
 
 
Short-term borrowings
 
$
20,000

 
$

Payable to Sears Holdings Corporation
 
79,491

 

Accounts payable
 
31,830

 
17,156

Other current liabilities
 
83,211

 
75,235

Current portion of capital lease obligations
 
1,463

 
2,061

Deferred income taxes
 

 
13,733

Total current liabilities
 
215,995

 
108,185

CAPITAL LEASE OBLIGATIONS
 
769

 
1,937

OTHER LONG-TERM LIABILITIES
 
2,752

 
3,610

TOTAL LIABILITIES
 
219,516

 
113,732

COMMITMENTS AND CONTINGENCIES
 
 
 
 
STOCKHOLDERS' EQUITY
 
 
 
 
Common stock: $.01 par value;
 
231

 

Authorized shares: 400,000
 
 
 
 
Issued shares: 23,100
 
 
 
 
Outstanding shares: 23,100
 
 
 
 
Capital in excess of par value
 
556,575

 

Retained earnings
 
9,481

 

Divisional Equity, prior to the Separation
 

 
538,106

TOTAL STOCKHOLDERS' EQUITY
 
566,287

 
538,106

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
 
$
785,803

 
$
651,838


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Sears Hometown and Outlet Stores, Inc.
Segment Results
(Unaudited)
 
Hometown
 
 
 
 
 
 
 
 
 
 
14 Weeks Ended vs 13 Weeks Ended
 
53 Weeks Ended vs 52 weeks Ended
Thousands, except for number of stores
 
February 2, 2013
 
January 28, 2012
 
February 2, 2013
 
January 28, 2012
Net sales
 
$
486,046

 
$
460,020

 
$
1,889,263

 
$
1,838,797

Comparable store sales %
 
0.8
 %
 
(7.1
)%
 
1.0
 %
 
(6.1
)%
Cost of sales and occupancy
 
367,152

 
360,288

 
1,433,880

 
1,463,636

Gross margin
 
118,894

 
99,732

 
455,383

 
375,161

Margin rate
 
24.5
 %
 
21.7
 %
 
24.1
 %
 
20.4
 %
Selling and administrative
 
106,936

 
94,953

 
394,335

 
356,351

Selling and administrative expense as a percentage of net sales
 
22.0
 %
 
20.6
 %
 
20.9
 %
 
19.4
 %
Depreciation
 
1,235

 
1,161

 
3,658

 
4,083

Total costs and expenses
 
475,323

 
456,402

 
1,831,873

 
1,824,070

Operating income
 
$
10,723

 
$
3,618

 
$
57,390

 
$
14,727

Total Hometown stores
 
 
 
 
 
1,118

 
1,158

 
 
 
 
 
 
 
 
 
Outlet
 
 
 
 
 
 
 
 
 
 
14 Weeks Ended vs 13 Weeks Ended
 
53 Weeks Ended vs 52 weeks Ended
Thousands, except for number of stores
 
February 2, 2013
 
January 28, 2012
 
February 2, 2013
 
January 28, 2012
Net sales
 
$
145,115

 
$
131,003

 
$
564,343

 
$
505,402

Comparable store sales %
 
(4.8
)%
 
13.1
 %
 
(0.8
)%
 
8.7
 %
Cost of sales and occupancy
 
107,708

 
92,534

 
406,327

 
356,879

Gross margin
 
37,407

 
38,469

 
158,016

 
148,523

Margin rate
 
25.8
 %
 
29.4
 %
 
28.0
 %
 
29.4
 %
Selling and administrative
 
29,433

 
28,109

 
110,065

 
102,285

Selling and administrative expense as a percentage of net sales
 
20.3
 %
 
21.5
 %
 
19.5
 %
 
20.2
 %
Depreciation
 
1,423

 
1,655

 
5,816

 
5,691

Total costs and expenses
 
138,564

 
122,298

 
522,208

 
464,855

Operating income
 
$
6,551

 
$
8,705

 
$
42,135

 
$
40,547

Total Outlet stores
 
 
 
 
 
127

 
116




 
 

 


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